Exhibit 3

JOINT FILING AGREEMENT

WHEREAS, the statement on the Amendment No. 3 to Schedule 13D to which this agreement is an exhibit (the “Joint Statement”) is being filed on behalf of two or more persons (collectively, the “Reporting Persons”); and

WHEREAS, the Reporting Persons prefer to file the Joint Statement on behalf of all Reporting Persons rather than individual statements on Schedule 13D on behalf of each of the Reporting Persons;

NOW, THEREFORE, the undersigned hereby agree as follows with each of the other Reporting Persons:

1. Each of the Reporting Persons is individually eligible to use the Joint Statement.

2. Each of the Reporting Persons is responsible for the timely filing of the Joint Statement and any amendments thereto.

3. Each of the Reporting Persons is responsible for the completeness and accuracy of the information concerning such person contained in the Joint Statement.

4. None of the Reporting Persons is responsible for the completeness or accuracy of the information concerning the other Reporting Persons contained in the Joint Statement, unless such person knows or has reason to believe that such information is inaccurate.

5. The undersigned agree that the Joint Statement is, and any amendment thereto will be, filed on behalf of each of the Reporting Persons.

Date: April 8, 2004	WaldenVC II, L.P.
	By:
		WaldenVC, LLC General Partner
		By:	/s/ ARTHUR BERLINER
			Arthur Berliner Manager

WaldenVC II-Side, L.P.
By:
	WaldenVC, LLC General Partner
	By:	/s/ ARTHUR BERLINER
		Arthur Berliner Manager

Walden Media and Information Technology Fund, L.P.
By:
	Walden Media, LLC General Partner
	By:	/s/ ARTHUR BERLINER
		Arthur Berliner Manager

Walden Capital Partners II, L.P.
By:
	Walden Partners II, L.P. General Partner
	By:	/s/ ARTHUR BERLINER
		Arthur Berliner General Partner

WaldenVC, LLC
By:	/s/ ARTHUR BERLINER
	Arthur Berliner Manager

Walden Media, LLC
By:	/s/ ARTHUR BERLINER
	Arthur Berliner Manager

Walden Partners II, L.P.
By:	/s/ ARTHUR BERLINER
	Arthur Berliner General Partner

By:	/s/ STEVEN ESKENAZI
	Steven Eskenazi

By:	/s/ PHILIP SANDERSON
	Philip Sanderson

By:	/s/ GEORGE SARLO
	George Sarlo

By:	/s/ ARTHUR BERLINER
	Arthur Berliner

By:	/s/ LAWRENCE MARCUS
	Lawrence Marcus

By:	/s/ MATTHEW MILLER
	Matthew Miller